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The Hartford Commences Debt Reduction Component Of Capital Management Plan

The Hartford today commenced the debt reduction component of its previously announced capital management plan with the launch of cash tender offers for an aggregate principal amount of $800 million of senior debt. As part of this plan, the company expects to reduce its debt outstanding by approximately $1 billion. This includes the previously announced intent to repay 2013 and 2014 debt maturities totaling $520 million , as well as the effect of the tender offers, net of a proposed new issue of long-term senior debt securities that The Hartford intends to issue, subject to market conditions, as described below.

The Hartford, together with Hartford Life, Inc. as provided below, the “Offeror”, announced today the commencement of tender offers (the “Offers”, and each an “Offer”) comprising:

  • an Offer (the “First Tranche Dutch Auction Offer”) to purchase up to $300 million (subject to increase, the “First Tranche Dutch Auction Tender Cap”) aggregate principal amount of the “First Tranche Dutch Auction Notes” set forth in the table below;
  • an Offer (the “Second Tranche Dutch Auction Offer”) to purchase up to $150 million (subject to increase, the “Second Tranche Dutch Auction Tender Cap”) aggregate principal amount of the “Second Tranche Dutch Auction Notes” set forth in the table below, in each case at a purchase price determined in accordance with the procedures of a modified “Dutch Auction”; and
  • together, with Hartford Life, Inc. with respect to two series of notes issued by Hartford Life, Inc. indicated in the table below, an Offer (the “Waterfall Offer”) to purchase up to $350 million (subject to increase, the “Waterfall Tender Cap”) aggregate principal amount of the “Waterfall Notes” set forth in the table below, each at a price determined by reference to a fixed spread above the bid-side yield on the applicable reference security and accepted in accordance with the acceptance priority level set forth in the table below.

The Hartford intends, as part of its overall capital management plan, to issue, subject to market conditions, new long-term senior debt securities in an amount equal to all or a portion of the amount purchased or expected to be purchased in the Waterfall Tender Offer. Any such offering of debt securities, should any be effected, may occur before or after the expiration of the Offers. The Offers are not conditioned on any issuance of debt securities and are not offers to sell or solicitation of an offer to purchase such debt securities (which will be made only pursuant to a prospectus supplement and accompanying prospectus, pursuant to our existing effective shelf registration statement). Each Offer is also subject to the satisfaction or waiver of certain other conditions specified in the Offer to Purchase. No Offer is conditioned on the tender of any minimum principal amount of Notes or the completion of any of the Offers.

Title of Notes         Acceptance Priority Level     Principal Amount Outstanding

(millions)

    Early Tender Payment(1)     Fixed Spread (bps) (1) (2)     Acceptable Bid Spread Range

(1) (2)

   
   

 

CUSIP Numbers

                    Minimum Spread (bps)     Base Spread (bps) Reference U.S. Treasury Security    

Bloomberg Reference Page

Dutch Auction Offers    

First Tranche Dutch Auction Notes

7.300% Debentures due 2015 45068HAF3 N/A $200.0 $30 N/A 45 85    

0.250% dueFebruary 28,2015

PX1
6.300% Senior Notes due 2018 416515AU8 N/A $500.0 $30 N/A 75 115

0.750% dueFebruary 28,2018

PX1
6.000% Senior Notes due 2019 416515AV6 N/A $500.0 $30 N/A 130 170

0.750% dueFebruary 28,2018

PX1

Second Tranche Dutch Auction Notes

5.500% Senior Notes due 2016 416515AR5 N/A $300.0 $30 N/A 70 110

0.375% dueFebruary 15,2016

PX1
5.375% Senior Notes due 2017 416515AT1 N/A $500.0 $30 N/A 40 80

0.750% dueFebruary 28,2018

PX1
4.000% Senior Notes due 2017 416518AA6 N/A $325.0 $30 N/A 60 100

0.750% dueFebruary 28,2018

PX1
4.000% Senior Notes due 2015 416515AY0 N/A $300.0 $30 N/A 50 90

0.250% dueFebruary 28,2015

PX1
Waterfall Offer

Waterfall Notes

7.650% Debentures due 2027* 416592AC7 1 $148.9 $30 225 N/A N/A

2.000% dueFebruary 15,2023

PX1
7.375% Senior Notes due 2031* 416592AE3 2 $92.4 $30 125 N/A N/A

2.750% dueNovember 15,2042

PX1
6.625% Senior Notes due 2042 416518AC2 3 $425.0 $30 140 N/A N/A

2.750% dueNovember 15,2042

PX1
6.625% Senior Notes due 2040 416515BA1 4 $300.0 $30 140 N/A N/A

2.750% dueNovember 15,2042

PX1
5.950% Senior Notes due 2036 416515AS3 5 $300.0 $30 140 N/A N/A

2.750% dueNovember 15,2042

PX1
6.100% Senior Notes due 2041 416515AP9 6 $408.8 $30 140 N/A N/A

2.750% dueNovember 15,2042

PX1

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